Mosio Service Level Agreement (SLA)

This Mosio Service Level Agreement (“SLA”) governs the use of Mosio under the terms of the Mosio Platform License Agreement (the “PLA”) between Mosio, Inc. (“Mosio”, “us” or “we”) and users of Mosio (“you” or “Client” or “Customer”). This SLA applies separately to each account using Mosio. Unless otherwise provided herein, this SLA is subject to the terms of the PLA and will have the meaning specified in the PLA. Mosio reserves the right to change the terms of this SLA in accordance with the PLA.

Service Commitment

Mosio will use commercially reasonable efforts to make Mosio available 99.95% of the time. In the event Mosio does not meet the goal of 99.95% availability in a given calendar month (“Monthly Uptime Percentage”), customers will be eligible to receive a Service Credit as described below.

Definitions

The following terms shall be given the meaning set forth below:

“Unavailable Time” means Mosio is not available for use according to third party performance and monitoring services contracted by Mosio at its sole discretion (the “Monitoring Service”). The Monitoring Service reports of availability is currently available at http://mosio.com/status; provided that service issues or outages relating to any Exclusions (defined below) shall not be deemed as Unavailable Time.

“Scheduled Downtime” means those times where Mosio notifies customers of periods of Downtime two (2) days prior to the commencement of such Downtime. Notices typically take place inside of the Mosio system. Scheduled Downtime is not considered Downtime for purposes of this Mosio Uptime SLA, and will not be counted towards any Downtime Periods.

“Monthly Uptime Percentage” is calculated by subtracting from 100% the percentage of continuous 5 minute periods during the Service Month in which Mosio was in a state of “Unavailable Time” as identified by Monitoring Service

“Service Credit” is a dollar credit, calculated as set forth below, that Mosio may credit back to an eligible Customer account:

For a calendar month where the Uptime Monthly Percentage, as identified by Monitoring Service, Mosio, at its sole discretion after confirming the nature and accuracy of the Unavailable Time, will credit Customer’s account a percentage of that month’s billings:

Monthly Uptime Percentage: < 99.95%

Service Credit: 10%

Service Credit shall be issued to Customer’s Mosio balance for future use only. No refunds or cash value will be provided. Service Credits may not be transferred or applied to another account.

Service Credit Request and Payments

In applying for a Service Credit, the customer must submit a request by emailing support (at) mosio.com within 30 days of the month in which the Unavailable Time occurred. The ticket must include (i) “SLA Service Credit Claim” as the subject of the email; (ii) the dates and times of the Unavailable Time for which you are requesting credit; and (iii) any applicable information that documents the claimed outage.

Exclusions

Notwithstanding anything to the contrary, no Unavailable Time shall be deemed to have occurred with respect to any unavailability, suspension or termination of Mosio, or any other Mosio performance issues, that (i) are caused by factors outside of Mosio’s reasonable control, including, without limitation, any force majeure event, mobile carrier related problems or issues, or Internet access or related problems beyond the demarcation point of Mosio or its direct hosting subcontractors (i.e beyond the point in the network where Mosio maintains access and control over Mosio Services); (ii) result from any actions or inactions of Customer or any third party (other than Mosio’s direct hosting provider); (iii) result from Applications, equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within Mosio’s direct control); or (iv) arise from Mosio’s suspension and termination of Customer’s right to use Mosio Services in accordance with the PLA, (v) scheduled maintenance; or (vi) problems or issues related to alpha, beta or not otherwise generally available Mosio features, products or services (collectively, the “Exclusions”).

Sole Remedy

Service Credits shall be your sole and exclusive remedy for any unavailability or non-performance of Mosio Services or other failure by us to provide Mosio Services.